SLIDE 1
January 2018
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D i s c l a i m e r
This confidential document and the information contained in this document (the “Presentation”) constitutes neither an offer for sale or subscription nor a solicitation of a purchase or subscription order for Cellnovo shares in any country. No offer of shares is made, or will be made in France, before obtaining a visa from the Autorité des Marchés Financiers (the “AMF”) on a prospectus comprising a registration statement (document de base) and securities note (note d’opération) that will be submitted to the AMF. In particular, this Presentation does not constitute an offer for sale of securities or any solicitation of a purchase or subscription order for securities in the United States or by U.S. persons (as such terms are defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “Securities Act”). Cellnovo shares may be only offered or sold in the United States pursuant to an effective registration statement under the Securities Act or under an exemption from the registration requirement of the Securities Act. Cellnovo shares have not been and will not be registered under the Securities Act, and Cellnovo has no intention of making any public offering of its shares in the United States. This Presentation does not constitute a prospectus within the meaning of Directive 2003/71/EC of the European Parliament and of the Council of November 4, 2003, as amended, in particular by Directive 2010/73/EC of the European Parliament and of the Council of November 24, 2010 (the “Prospectus Directive”). Its dissemination may be governed by specific regulations in certain countries. Persons in possession of this Presentation should therefore acquaint themselves and comply with any local restrictions. No action has been taken or will be taken for the purpose of enabling a public offering of securities requiring the publication by Cellnovo of a prospectus in a Member State other than France. Consequently, the Cellnovo shares may not and will not be offered in any Member State other than France, except in accordance with the exceptions set forth in Article 3.2 of the Prospectus Directive or in other cases not requiring publication by the Company of a prospectus pursuant to Article 3.2 of the Prospectus Directive or other applicable regulations in that Member State. Regarding the United Kingdom, this Presentation has not been approved by an authorised person in accordance with Section 21 of the Financial Services and Markets Act 2000 and therefore it is intended to be delivered solely and for information purposes only to persons who (i) are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as currently in effect, hereinafter the “Financial Promotion Order”), (ii) are referred to at Article 49(2) (a) to (d) (“high net worth companies, unincorporated associations, etc.”) of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv) are persons to whom an Presentation or incitement to engage in investment activities (within the meaning of section 21 of the Financial Services and Markets Act 2000) in the context of the issuance or disposal of securities may legally be extended, directly or indirectly (all such persons being collectively named “Authorised Persons”). This Presentation may not be used by any person who is not an Authorised Person. By accepting this Presentation and not immediately returning it, the recipient represents and warrants that they are a person who falls within the above description of persons entitled to receive the Presentation.